No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Company.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Loeb Partners Corp), Agreement and Plan of Merger (Oriole Homes Corp), Agreement and Plan of Merger (Oriole Homes Corp)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, limited liability company, partnershipentity, association or other business organization or division thereof thereof, or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets whichassets, in the case of this clause (ii)each case, which are material, individually or in the aggregate, to the CompanyCompany and its Subsidiaries taken as a whole.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Capital Senior Living Corp), Agreement and Plan of Merger (Ilm Ii Senior Living Inc /Va), Agreement and Plan of Merger (Ilm Ii Senior Living Inc /Va)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Companythereof.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Hadco Acquisition Corp Ii), Agreement and Plan of Merger (Zycon Corp), Agreement and Plan of Merger (Cooperative Computing Inc /De/)
No Acquisitions. The Company shall not, nor shall it permit any of and its Subsidiaries to, (i) shall not acquire or agree to acquire (i) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, joint venture, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are materialthat, individually or in the aggregate, are material to the CompanyCompany and its Subsidiaries except (without limitation of paragraph (h) below but subject to paragraph (i) below), in the ordinary course of business consistent with past practice.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Netscape Communications Corp), Agreement and Plan of Merger (Netscape Communications Corp), Agreement and Plan of Merger (America Online Inc)
No Acquisitions. The Company shall not, nor and it shall it not permit any of its Subsidiaries subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Companythereof.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (International Paper Co /New/), Agreement and Plan of Merger (Federal Paper Board Co Inc), Agreement and Plan of Merger (Rochester & Pittsburgh Coal Co)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than without the approval of the holders of at least 75% in interest of the ordinary course of businessCovenant Preferred Shares, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Companyvoting together as a class.
Appears in 4 contracts
Samples: Stockholders' Agreement (Diversa Corp), Stock Purchase Agreement (Diversa Corp), Stock Purchase Agreement (Diversa Corp)
No Acquisitions. The Company shall not, nor shall it permit any of its the Company Subsidiaries to, acquire (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, ) any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, other than in the case ordinary course of this clause (ii), are material, individually or in the aggregate, to the Companyits business consistent with past practice.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (National Grid Group PLC), Agreement and Plan of Merger (Niagara Mohawk Power Corp /Ny/), Agreement and Plan of Merger (National Grid Group PLC)
No Acquisitions. The Company shall not, nor and shall it not permit any of its the Company Subsidiaries to, acquire (i) acquire or agree to acquire by merging acquire), in a single transaction or consolidating with, or by purchasing in a substantial equity interest in or a substantial portion series of the assets of, or by any other mannerrelated transactions, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the CompanyCompany and the Company Subsidiaries, taken as a whole, other than transactions that are in the ordinary course of business which ordinary course of business may not include a prior pattern of acquiring the business or assets of other entities.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Jorgensen Earle M Co /De/), Agreement and Plan of Merger (Reliance Steel & Aluminum Co), Agreement and Plan of Merger (Reliance Steel & Aluminum Co)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire acquire, by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, by forming a partnership or joint venture with, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets whichassets, in the case of this clause (ii), are material, individually rights or in the aggregate, to the Companyproperties.
Appears in 3 contracts
Samples: Arrangement Agreement (Magnum Hunter Resources Corp), Arrangement Agreement (NGAS Resources Inc), Arrangement Agreement (Magnum Hunter Resources Corp)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) not acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association association, or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the Business Condition of Company.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Flow International Corp), Stock Purchase Agreement (Flow International Corp), 1 Stock Purchase Agreement (Astea International Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire: (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the stock or assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof thereof; or (ii) other than any assets, except for purchases of inventory items or supplies in the ordinary course of business, otherwise acquire or agree to acquire any assets which, business consistent with past practice and capital expenditures in the case of this clause (iicompliance with Section 5.1(l), are material, individually or in the aggregate, to the Company.
Appears in 2 contracts
Samples: Agreement of Merger (Cenveo, Inc), Agreement of Merger (Cadmus Communications Corp/New)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in without the ordinary course prior consent of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the CompanyTAGTCR.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Compdent Corp), Agreement and Plan of Merger (Compdent Corp)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire, or permit any of its Subsidiaries to acquire or agree to acquire, any assets which, for a purchase price which is in the case excess of this clause ten percent (ii), are material, individually or in the aggregate, to 10%) of the Company's net worth.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sunpharm Corporation), Securities Purchase Agreement (Sunpharm Corporation)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging merger or consolidating withconsolidation, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, (excluding the acquisition of assets in the case ordinary course of this clause (iibusiness), are material, individually or in the aggregate, to the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Illumina Inc), Agreement and Plan of Merger (Solexa, Inc.)
No Acquisitions. The Company shall not, nor and it shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial any equity interest in or a substantial portion of the assets or indebtedness of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than purchases in the ordinary course of business, otherwise acquire ) for consideration in excess of $50,000 in any one transaction or agree to acquire any assets which, in the case series of this clause (ii), are material, individually related transactions or $200,000 in the aggregate, to the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sequenom Inc), Securities Purchase Agreement (Sequenom Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries subsidiaries to, (i) acquire or agree to acquire (i) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability companypartnership, partnershipjoint venture, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the CompanyCompany and its subsidiaries taken as a whole, except purchases of inventory in the ordinary course of business consistent with past practice.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Peak Technologies Group Inc), Kirkwood Acquisition Corp
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging merger or consolidating withconsolidation, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Companythereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Walt Disney Co/), Agreement and Plan of Merger (Pixar \Ca\)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire: (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the stock or assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof thereof; or (ii) other than any assets, except for purchases of merchandise, inventory or supplies in the ordinary course of business, otherwise acquire or agree to acquire any assets which, Ordinary Course and capital expenditures in the case of this clause (iicompliance with Section 6.1(l), are material, individually or in the aggregate, to the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ani Pharmaceuticals Inc), Agreement and Plan of Merger (Ani Pharmaceuticals Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries subsidiaries to, (i) acquire or agree to acquire (i) by merging or consolidating with, or by purchasing a substantial equity interest in all or a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the CompanyCompany and its subsidiaries taken as a whole, except purchases of inventory and supplies in the ordinary course of business consistent with past practice.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wyle Electronics), Agreement and Plan of Merger (Ebv Electronics Inc)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) not acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any capital or other assets which, in the case of this clause (ii), which are material, individually or in the aggregate, to the Company.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Safeguard Health Enterprises Inc), Stock Purchase Agreement (Safeguard Health Enterprises Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire acquire, including by merging or consolidating with, or by purchasing a substantial equity interest in in, or a substantial portion all or substantially all of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any material amount of assets, other than assets which, acquired in the case ordinary course of this clause (ii), are material, individually or in the aggregate, to the Companybusiness.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Eresearchtechnology Inc /De/), Agreement and Plan of Merger (Princeton Security Technologies, Inc.)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire (i) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the CompanyCompany and its Subsidiaries taken as a whole, except purchases of inventory and fixed assets in the ordinary course of business consistent with past practice.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Norstan Inc), _________________________________________ Stock Purchase Agreement (Netwolves Corp)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business (including by acquisition of assets) or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire acquire, directly or indirectly, any assets which, in or securities that would require a filing or approval under the case of this clause (ii), are material, individually or in the aggregate, to the CompanyHSR Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chesapeake Utilities Corp), Agreement and Plan of Merger (Florida Public Utilities Co)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries subsidiaries to, (i) acquire or agree to acquire (i) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, limited liability company, partnershipjoint venture, association association, trust or other business organization or division thereof or (ii) other than any asset having a value in the ordinary course excess of business, otherwise acquire $25,000 or agree to acquire any assets whichhaving an aggregate value in excess of $250,000, in the case except U.S. Treasury securities with maturities of this clause (ii), are material, individually or in the aggregate, to the Companyless than one year.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chicago Dock & Canal Trust), 6 Agreement and Plan of Merger (Chicago Dock & Canal Trust)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire: (iA) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the stock or assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof thereof; or (iiB) other than any assets, except for purchases of inventory items or supplies in the ordinary course of business, otherwise acquire or agree to acquire any assets which, business consistent with past practice and capital expenditures in the case of this clause (iicompliance with Section 5.1(a)(xii), are material, individually or in the aggregate, to the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nashua Corp), Agreement and Plan of Merger (Nashua Corp)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) merge or consolidate with, or acquire any equity interest in, any corporation, partnership, association or other business organization, or enter into an agreement with respect thereto. The Company shall not acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion any assets of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than thereof, except for the purchase of inventory and supplies in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Madison Dearborn Partners Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire (i) acquire or agree to acquire or take any steps to facilitate the acquisition of) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets whichassets, in the case stock or operations of this clause (ii), are material, individually or in the aggregate, to the Companyanother Person.
Appears in 1 contract
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the a material amount of assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) otherwise acquire or agree to acquire any assets, other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Companybusiness consistent with past practice.
Appears in 1 contract
No Acquisitions. The Company shall not, nor and ---------------- shall it not permit any of its Subsidiaries subsidiaries to, (i) acquire or agree to acquire (i) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability companypartnership, partnershipjoint venture, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the CompanyCompany and its subsidiaries taken as a whole, except purchases of inventory in the ordinary course of business consistent with past practice.
Appears in 1 contract
Samples: Agreement and Plan of Merger (International Business Machines Corp)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries subsidiaries to, (i) acquire or agree to acquire (i) by merging or consolidating with, or by purchasing a substantial an equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability companypartnership, partnershipjoint venture, association or other business organization or division thereof or thereof; (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the CompanyCompany and its subsidiaries taken as a whole, except purchases of inventory in the ordinary course of business consistent with past practice or enter into any management agreement for any of its assets.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Integrated Health Services Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire (i) acquire or agree to acquire or take any steps to facilitate the acquisition of) by merging or consolidating with, or by purchasing a substantial equity interest in or or, outside of the ordinary course of business, a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets whichsuch assets, in the case stock or operations of this clause (ii), are material, individually or in the aggregate, to the Companyanother company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Precision Response Corp)
No Acquisitions. The Company shall not, nor and shall it not permit any Subsidiary of its Subsidiaries the Company to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) otherwise acquire or agree to acquire, other than in the ordinary course of businessbusiness consistent with past practice, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), which are material, individually or in the aggregate, to the CompanyCompany and its Subsidiaries taken as a whole.
Appears in 1 contract
Samples: 8 6 Agreement and Plan of Merger (Bt Office Products International Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire acquire, including by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, by forming a partnership or joint venture with, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets whichmaterial assets, in the case of this clause (ii), are material, individually rights or in the aggregate, to the Companyproperties.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Kendle International Inc)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) merge or consolidate with, or acquire any equity interest in, any corporation, partnership, association or other business organization, or enter into an agreement with respect thereto. The Company shall not acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion any assets of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than thereof, except for the purchase of inventory and supplies in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause . (iig), are material, individually or in the aggregate, to the Company.
Appears in 1 contract
No Acquisitions. The Company and its subsidiaries shall not, nor shall it permit any of its Subsidiaries to, (i) not --------------- acquire or agree to acquire (A) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, joint venture, association or other business organization or division thereof or (iiB) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are materialthat, individually or in the aggregate, are material to the CompanyCompany and its subsidiaries except (without limitation of paragraph (viii) below but subject to paragraph (ix) below), in the ordinary course of business consistent with past practice.
Appears in 1 contract
Samples: Agreement and Plan of Merger (CFW Communications Co)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the stock or assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than any assets, except for purchases of inventory items or supplies in the ordinary course of business, otherwise acquire or agree to acquire any assets which, business consistent with past practice and capital expenditures in the case of this clause (iicompliance with Section 5.1(m), are material, individually or in the aggregate, to the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Turbosonic Technologies Inc)
No Acquisitions. The Except as set forth in Section 5.9, no Company shall, and no Company shall not, nor shall it permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association association, or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the Business Condition of such Company.
Appears in 1 contract
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in in, or a substantial portion all or substantially all of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) otherwise acquire or agree to acquire any material amount of assets, other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Companybusiness consistent with past practice.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Phoenix Technologies LTD)
No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) not acquire or agree to acquire (i) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability companypartnership, partnershipjoint venture, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), that are material, individually or in the aggregate, to the Company, except purchases of inventory in the ordinary course of business consistent with past practice.
Appears in 1 contract
No Acquisitions. The Company shall notnot (and the Seller shall cause the Company not to), nor shall it permit any of its Subsidiaries to, (i) acquire or agree to acquire acquire, by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, by forming a partnership or joint venture with, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets whichassets, in the case of this clause (ii), are material, individually rights or in the aggregate, to the Companyproperties.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Magnum Hunter Resources Corp)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the stock or assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than any assets, except for purchases of inventory items or supplies in the ordinary course of business, otherwise acquire or agree to acquire any assets which, business consistent with past practice and capital expenditures in the case of this clause (iicompliance with Section 5.1(l), are material, individually or in the aggregate, to the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Johnson Controls Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire (i) acquire or agree to acquire acquire) by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets whichassets, stock or operations of another company, other than acquisitions of inventory, equipment or raw materials in the case ordinary course of this clause (ii), are material, individually or in the aggregate, to the Companybusiness consistent with past practice.
Appears in 1 contract
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the stock or assets of, or by any other manner, any business or any corporation, partnership, limited liability company, partnership, association or other business organization or division thereof or (ii) other than any assets, except for purchases of inventory items or supplies in the ordinary course of business, otherwise acquire or agree to acquire any assets which, business consistent with past practice and capital expenditures in the case of this clause (iicompliance with Section 5.1(l), are material, individually or in the aggregate, to the Company.
Appears in 1 contract
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Companythereof.
Appears in 1 contract
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, acquire: (ia) acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the stock or assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof thereof; or (iib) other than any assets, except for (1) purchases of inventory items or supplies in the ordinary course of businessbusiness consistent with past practice, otherwise acquire (2) origination or agree to acquire any assets which, purchase of mortgage loans in the case ordinary course of this clause business consistent with past practice and (ii3) capital expenditures in compliance with Section 5.1(a)(xii), are material, individually or in the aggregate, to the Company.
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No Acquisitions. The Company shall not, nor shall it permit any of its Subsidiaries to, (i) not acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by in any other manner, any business or any corporation, limited liability company, partnership, association or other business organization Person or division thereof or (ii) other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case material amounts of this clause (ii), are material, individually or in the aggregate, to the Companyassets.
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Samples: Stock Purchase Agreement (Allou Health & Beauty Care Inc)
No Acquisitions. The Company shall not, nor and shall it not permit any of its Subsidiaries to, (i) acquire or agree to acquire by merging merger or consolidating withconsolidation, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, limited liability company, partnership, association or other business organization or division thereof thereof. The Company shall not, and shall not permit any of its Subsidiaries to, otherwise acquire or (ii) agree to acquire any other assets other than in the ordinary course of business, otherwise acquire or agree to acquire any assets which, in the case of this clause (ii), are material, individually or in the aggregate, to the Company.
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